Emerging Thinking About Board Governance

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1 Emerging Thinking About Board GovernanceASOEmerging Thinking About Board GovernancePat Bradshaw, Schulich School of Business

2 Agenda 9:00 to 9:30 Arrivals, coffee and networkingASOAgenda9:00 to 9:30 Arrivals, coffee and networking9:30 to 9:45 Welcome, Agenda, Objectives and Ground Rules9:45 to 10:30 Check-ins and Sharing of Current Leadership Hot Topics10:30 to 11:00 Presentation by Pat Bradshaw on Governance11:00 to 11:30 Small Group Discussions11:30 to 11:45 Sharing of Key Insights11:45 to 12:00 Wrap-up and Check-outs

3 Objectives 1. Networking, support and fun!ASOObjectives1. Networking, support and fun!2. Overview of board models and emerging thinking about governance3. Reflections about implications of the models for your board and for the sector

4 Responsibilities of the BoardASOResponsibilities of the BoardMission ProtectionStrategic Planning and StewardshipResource Development and Fund RaisingHuman Resources and Hiring and Evaluation of the ED/CEOCommunity Relations, Environmental Scanning and OutreachAccountability/ Fiduciary ResponsibilitiesSelf Assessment and Board EvaluationAmbassadorial and Legitimating

5 ASOWhat is “Governance”?Governance is one of the most frequently used and least understood terms in use todayWe act on the assumption that it is important but are we confusing leadership, management and governance?

7 Bradshaw’s DefinitionsASOBradshaw’s DefinitionsGovernance and Leadership are defined as follows and they are different “functions” that must be performed somewhere in the organizationLeadership - Creating the compelling vision or story for the organizationManagement - Implementing the VisionGovernance - “Loyal Opposition” and challenging the vision

8 ASOWhat Researchers KnowCorrelation between board and organizational effectivenessThe governance function is importantNonprofits go through predictable life cycles and stages of governanceThere is a power dynamics between board and staffThere is no normative best modelSearch for new models and metaphorsPower of a contingency frameworkAfter Case Study

10 ASOCarver ModelRole of the board is trustee not volunteer-helper or watchdog-controllerFocus on the vision and not become short-term, reactive and swamped in detailsSet guidelines or policies and clearly differentiate roles of board and staffSet the ends and the means

11 Typology of Power RelationsASOTypology of Power RelationsRubber Stamp/CEO DominatedFractionalizedChair DominatedDisorganizedAlternative/ Power Sharing

14 Policy Governance Configuration of Board Characteristics and ProcessesASOPolicy Governance Configuration of Board Characteristics and Processesmore formalization (e.g. clear agendas, policies well established)more formal committees (e.g. fixed structures with clear mandates)clarity of roles and responsibilities between board and stafflarger sizemore homogeneity of board membersmore bureaucratic and hierarchicaltraditional/ mainstream ideology (e.g. taken for granted assumptions about legitimacy of existing power relationships and little focused on change)proactive and long term strategic planning processes, board tends to approve rather than participate in creation of the plan, defender strategy

19 David Renz Reframing GovernanceASODavid Renz Reframing GovernanceSeeing emergence of new governance models at new levelsSystems perspectiveFocus on Community NeedsInterorganizational alliances and networks of relationships

20 Results of a National Survey of Diversity on Canadian Nonprofit BoardsASOResults of a National Survey of Diversity on Canadian Nonprofit BoardsPatricia Bradshaw &Christopher Fredette

21 ASOContext of the StudyAccording to the 2001 census, 28% of the total population was born outside of Canada, which is the highest level in 70 years (Badets, 2003).An aging population, declining birth rates and global competition for talent pose a threat to organizations looking to attract top talent to lead them to future success (Parris, Cowan & Huggett, 2006).The Conference Board of Canada predicts that members of visible minorities will comprise approximately 20 percent of the population and approximately 18 percent of the workforce by 2016 (Antunes et. al, 2006).Literature is largely normative and speculative with many creative suggestions for enhancing diversity and empirical work is largely fragmented and contested.

22 Sample Median number of full time staff of 11ASOSampleNational Survey of Canadian nonprofit organizationsMembership of Imagine Canada with 30% response rate (n = 236)Respondent was ED/CEO or Board ChairLarge organizations (mean budget $981,426)Average age 42 yearsMedian number of full time staff of 11Mostly located in Ontario26% in health and 25% in social welfare

23 Composition of the BoardsASOComposition of the BoardsWomen hold almost 44% of seats on boards

25 ASOFunctional inclusion - goal-driven and purposeful strategies for increased inclusion of individuals identified as from diverse or traditionally marginalized communities.Social inclusion – participation in the interpersonal dynamics and cultural fabric of the board based on meaningful relational connections and authentic engagement as whole-members of the board, avoiding marginalization and alienation.

27 Approaches to Functional InclusionASOApproaches to Functional InclusionBoard Policies Addressing InclusionCreating board policies related to recruitment and retention based on differences such as race, ethnicity, physical ability, sexual orientation and/or gender for examplePrinted board policies related to discrimination and anti-oppressionPractices to Enhance InclusionIncluding diversity considerations during board self-assessmentsIncorporating issues of diversity in the board's work plans and in its strategic plansAttempting to reflect the demographic characteristics of clients, community, or members in the board compositionMaking the Business Case for Diversity and communicating it to build support for diversityRecruitment Practices to Attract DiversityAdvertising for board members in ethno-specific publicationsPartnering with ethno-cultural organizations to make them aware of available positions and to help identify qualified candidatesBuilding links to services that search for or match you with qualified board membersBoard StructureCreating a Diversity Committee tasked with making the board more inclusiveUsing Board Committees as a training context for members of diverse communities so they are well prepared to join the board

28 ASOSocial Inclusionmentorship and coaching, orientation practices and other group building processes such as retreats and workshopsholding meetings at times and in locations where everyone could attend (e.g. in locations with elevators in order to be accessible to those with physical disabilities, with signing for the deaf, or on days that accommodate religious holidays)food served accommodated dietary restrictions and cultural preferences of different members.sensitivity to use of humour and ensuring that conversations about sports teams and summer cottages not marginalizing or silencing people or exhibiting unconscious privilegestrong and welcoming organizational culture was depicted as another way of increasing feelings of inclusion

31 Latest Academic Thinking about GovernanceMS Society Board DiscussionJune 2011Latest Academic Thinking about Governance“Boards are Dead….Long Live Governance”Governance is a set of Functions that can be separated from the structure of the autonomous and independent boardLatest research is on complex governance structures, such as federations and other nested configurations, but we are in early stages of that research

33 Challenges - System BlindnessMS Society Board DiscussionJune 2011Challenges - System Blindnessspatial blindness--where we see the part but not the wholetemporal blindness--where we see the present but not the pastrelational blindness--where we miss the reoccurring patterns of relationship between groupsprocess blindness--where we miss the common patterns of social behavior occurring within a group.From Barry Oshry

34 Complex Governance StructuresMS Society Board DiscussionJune 2011Complex Governance StructuresCentral organization with semi-autonomous local organizations that affiliate togetherHistory is important (formed by collaboration of autonomous local organizations or through the differentiation of a single, central organization)Combine the potential for flexibility and overall effectiveness – with tensions!“To the extent that organizations have decentralized and relatively autonomous decision centers, they can adapt to environmental changes quickly, in accordance with local needs and pressures. On the other hand with centralized organizations, once they do recognize environmental pressures require changes, the rate of change may be much faster.”

35 Existing Thinking – No Normative Ideal Model!MS Society Board DiscussionJune 2011Existing Thinking – No Normative Ideal Model!Denis Young and AssociatesNested governance structures are complex, tension filled and challengingThey fall into more than one structural configuration and there is a role for Strategic Choices regarding which form is selected given the external environmentContingency variables that are related to effectiveness include:LeadershipOrganizational IdentityStructureStrategyHistoryMission/Objectives